SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 12, 2013
ING U.S., INC.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
230 Park Avenue
New York, New York
|(Address of principal executive offices)||(Zip Code)|
Registrants telephone number, including area code: (212) 309-8200
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|¨||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|¨||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|¨||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|¨||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
|Item 5.02||Compensatory Arrangements of Certain Officers|
On November 12, 2013, ING U.S., Inc. (the Company) made changes to the compensation arrangements of Jeffery Becker, the Chief Executive Officer of its Investment Management business, and a named executive officer (as such term is defined in Item 402 of Regulation S-K) of the Company.
These changes include: an increase in Mr. Beckers annual base salary from $400,000 to $575,000; an increase in Mr. Beckers target annual incentive award opportunity, effective beginning for 2013 performance, from 200% to 250% of his annual base salary (for a target annual incentive opportunity of $1,437,500); and an increase in Mr. Beckers target long-term incentive opportunity, effective beginning for 2013 performance, from 150% to 250% of his annual base salary (for a target long-term incentive opportunity of $1,437,500).
Under the Companys current annual and long-term incentive programs, annual incentive amounts are generally payable in cash (subject to the deferral provisions described below), and long-term incentives are payable in the form of restricted stock units (RSUs) representing an interest in shares of common stock of the Company. Under the Companys current long-term incentive program as it applies to identified staff for purposes of the European Commission Capital Requirements Directive III (CRD III), which includes Mr. Becker, awards vest in three tranches, with the first 50% vesting on the second anniversary of the award date, and 25% vesting on each of the third and fourth anniversaries of the award date. In addition, pursuant to CRD III requirements, under the Companys current annual incentive program as it applies to identified staff, portions of annual incentive awards in excess of €100,000 (as converted to U.S. dollars at the prevailing exchange rate) are subject to mandatory deferral, and are payable in the form of RSUs which vest in three tranches, with the first 50% vesting on the second anniversary of the award date, and 25% vesting on each of the third and fourth anniversaries of the award date. The deferral and vesting provisions of the Companys annual and long-term incentive awards to be made in 2014 (in respect of 2013 performance) have not yet been determined and are subject to change.
A description of the Companys annual incentive plan and long-term incentive plan, and of the 2013 Omnibus Employee Incentive Plan under which equity-based awards are granted, is contained in the Companys Registration Statement on Form S-1, as amended and filed on October 21, 2013, under the captions Compensation of Executive Officers and Directors2012 CompensationAnnual Cash and Deferred Equity-Based Incentive Compensation, Establishment of Annual Incentive Compensation Opportunity and Maximum Award, Long-Term Equity-Based Incentive Compensation, Critical Compensation Policies, and Equity CompensationOmnibus Employee Incentive Plan, and such descriptions are hereby incorporated into this Item 5.02 by reference.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ING U.S., Inc.
|Title:||Senior Vice President and Corporate Secretary|
Dated: November 15, 2013